Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers may request and shall continue such qualification at all times through the third anniversary of the last Closing Date.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Team Communication Group Inc), Securities Purchase Agreement (Imaging Technologies Corp/Ca), Convertible Preferred Stock Purchase Agreement (Uniview Technologies Corp)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Shares and the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Purchaser may request and shall continue such qualification at all times through the third anniversary of the last Closing Date; provided, however, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified.
Appears in 3 contracts
Samples: Convertible Preferred Stock Purchase Agreement (Wave Systems Corp), Convertible Preferred Stock Purchase Agreement (Wave Systems Corp), Convertible Preferred Stock Purchase Agreement (Wave Systems Corp)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers may reasonably request and shall continue such qualification at all times through the third anniversary of the last Closing Date; provided, however, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Digital Biometrics Inc), Securities Purchase Agreement (Digital Biometrics Inc)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Debentures Shares and the Warrant Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers may request and shall continue such qualification at all times through while the third anniversary of the last Closing DatePurchaser owns any such Debenture Shares or Warrant Shares.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Geron Corporation), Securities Purchase Agreement (Geron Corporation)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Debentures Shares and the Warrant Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers may request and shall continue such qualification at all times through the third anniversary of the last Tranche B Closing Date.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Geron Corporation), Securities Purchase Agreement (Geron Corporation)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall if required under applicable law (i) qualify the Underlying Debenture Shares under the securities or Blue Sky "blue sky" laws of such jurisdictions as the Purchasers may request (or obtain an exemption from such qualification), (ii) shall provide evidence of any such action so taken to each Purchaser on or prior to the Closing Date and (iii) shall continue such qualification at all times through the third resale of all Debenture Shares, but in any event not past the fourth anniversary of the last Closing Date.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Alliance Pharmaceutical Corp), Securities Purchase Agreement (Alliance Pharmaceutical Corp)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall (i) qualify the Underlying Debenture Shares under the securities or Blue Sky "blue sky" laws of such jurisdictions as the Purchasers may request (or to obtain an exemption from such qualification), (ii) shall provide evidence of any such action so taken to each Purchaser on or prior to the Closing Date and (iii) shall continue such qualification at all times through the third resale of all Debenture Shares, but in any event not past the fourth anniversary of the last Closing Date.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Endocare Inc), Securities Purchase Agreement (Endocare Inc)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Shares, the Warrants, the Warrant Shares and the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Purchaser may reasonably request and shall to continue such qualification at all times through the third anniversary of the last Closing Date; provided, however, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified.
Appears in 1 contract
Samples: Convertible Preferred Stock Purchase Agreement (Cayenne Software Inc)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall (i) qualify the Underlying Debenture Shares and the Warrant Shares under the securities or Blue Sky "blue sky" laws of such jurisdictions as the Purchasers may reasonably request (or to obtain an exemption from such qualification) and (ii) shall continue such qualification at all times through the resale of all Debenture Shares or Warrant Shares, but in any event not past the third anniversary of the last Closing Date.
Appears in 1 contract
Samples: Securities Purchase Agreement (Provident American Corp)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Warrant Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers may reasonably request and shall continue such qualification at all times through the third anniversary of the last Closing Date.
Appears in 1 contract
Samples: Bridge Note and Warrant Purchase Agreement (Adam Com Inc /De/)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares and the Warrant Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Investors may request and shall continue such qualification at all times through the third anniversary of the last Closing Date.
Appears in 1 contract
Samples: Securities Purchase Agreement (Finantra Capital Inc)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Shares, the Warrants, the Warrant Shares and the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Purchaser may reasonably request and shall to continue such qualification at all times through the third anniversary of the last Closing Date.; provided, however, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified. 18
Appears in 1 contract
Samples: Convertible Preferred Stock Purchase Agreement (Cayenne Software Inc)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall shall: (a) qualify the Underlying Shares under the securities or Blue Sky "blue sky" laws of such jurisdictions as the Purchasers Holders may request (or to obtain an exemption from such qualification), (ii) shall provide evidence to each Holder of any such action so taken on or prior to the Closing Date and (iii) shall continue such qualification at all times through the resale of all of the Underlying Shares, but in any event not past the third anniversary of the last Closing Date.
Appears in 1 contract
Samples: Exchange Agreement (Healthaxis Inc)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares and the Warrant Shares under the securities or Blue Sky laws of such jurisdictions as all states and the Purchasers may request District of Columbia and shall continue such qualification at all times through the third anniversary of the last Closing Date; provided, however, that the Company shall not be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.
Appears in 1 contract
Samples: Securities Purchase Agreement (Illinois Superconductor Corporation)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall (i) qualify the Underlying Conversion Shares under the securities or Blue Sky "blue sky" laws of such jurisdictions as the Purchasers Purchaser may request (or to obtain an exemption from such qualification), (ii) shall provide evidence of any such action so taken to the Purchaser on or prior to the Closing Date and (iii) shall continue such qualification at all times through the third resale of all Conversion Shares, but in any event not past the fourth anniversary of the last Closing Date.
Appears in 1 contract
Samples: Securities Purchase Agreement (Uniview Technologies Corp)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Shares and the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers may request and shall continue such qualification at all times through the third anniversary of the last Tranche D Closing Date.
Appears in 1 contract
Samples: Securities Purchase Agreement (Digital Courier Technologies Inc)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers any Purchaser may reasonably request and shall continue such qualification at all times through the third anniversary of the last Closing Date; provided, however, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.
Appears in 1 contract
Samples: Convertible Debenture Purchase Agreement (PLC Systems Inc)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company Corporation shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers may request and shall continue such qualification at all times through the third anniversary of the last Closing Date.
Appears in 1 contract
Samples: Securities Purchase Agreement (Entertainment Boulevard Inc)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Purchaser may reasonably request and shall continue such qualification at all times through the third anniversary of the last Closing Date; provided, however, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.
Appears in 1 contract
Samples: Convertible Subordinated Debenture Purchase Agreement (Digital Biometrics Inc)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares and Warrant Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers may request and shall continue such qualification at all times through the third anniversary of the last Closing Date.
Appears in 1 contract
Samples: Securities Purchase Agreement (Team Communication Group Inc)
Blue Sky Laws. In accordance with the Registration Rights Agreement, ------------- the Company shall qualify the Underlying Debentures Shares and the Warrant Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers may request and shall continue such qualification at all times through the third resale of all Debenture Shares or Warrant Shares, but in any event not past the fourth anniversary of the last Closing Date.
Appears in 1 contract
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Investor Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Exchange Holders may request and shall continue such qualification at all times through the third anniversary of the last Closing DateDate unless an exemption from registration applies.
Appears in 1 contract
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares and the Warrant Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers may request and shall continue such qualification at all times through the third anniversary of the last Closing Date.
Appears in 1 contract
Samples: Securities Purchase Agreement (Imaging Technologies Corp/Ca)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers may request and shall continue such qualification at all times through the third anniversary of the last Closing Date; provided, however, that neither the Company nor its Subsidiaries shall be required in connection therewith to qualify as a foreign corporation where they are not now so qualified or to take any action that would subject the Company to general service of process in any such jurisdiction where it is not then so subject.
Appears in 1 contract
Samples: Convertible Preferred Stock Purchase Agreement (Psinet Inc)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the The Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as in accordance with the Purchasers may request and shall continue such qualification at all times through the third anniversary of the last Closing DateRegistration Rights Agreement.
Appears in 1 contract
Samples: Exchange Agreement (NCT Group Inc)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers Purchaser may request and shall continue such qualification at all times through the third anniversary of the last Closing Date.
Appears in 1 contract
Samples: Securities Purchase Agreement (Team Communication Group Inc)
Blue Sky Laws. In accordance with the Registration Rights Agreement, the Company shall qualify the Underlying Shares under the securities or Blue Sky laws of such jurisdictions as the Purchasers may request and shall continue such qualification at all times through the third anniversary of the last Closing DateDate unless an exemption from registration applies.
Appears in 1 contract